factory international TRUSTEE REPORT AND FINANCIAL STATEMENTS Contents Page Trustees, Annual Report Independent Auditors Report 26 Group Statement of Financial Activities 31 Group & Charity Balance Sheets 32 Group Statement of Cashflows and Net Debt Reconciliation 33 Notes to the Financial Statements 34 TRUSTEES. ANNUAL REPORT The Trustees are pleased to present their annual report, which is also prepared to meet the requirements of a directors, report for Companies Act purposes, together with the audited consolidated financial statements of the charity and its trading subsidiaries for the year ending 31 March 2024 which are also prepared to meet the requirements for a directors, report, strategic report and accounts for Companies Act purposes. Manchester International Festival (MIF) (trading as Factory International (Fl)) is a charity registered with the Charity Commission under registration number 1113902. Its purposes are to promote, maintain, improve, develop, and advance public education by the encouragement of the arts. Factory International is the name of the company that runs the venue AVIVA Studios and the biennial event Manchester International Festival, in addition to other activities as noted below. This change in trading name was made in September 2022. Arts include music, opera, dance, singing, literature, and visual arts, and their promotion through the holding of festivals of culture, ideas, and creativity. Factory Academy Limited. registered under company number 12978506. is our programme for delivering training for individuals looking to succeed within the creative and cultural industries, with the aim of diversifying the workforce in these sectors. MIF Productions Limrted, registered under company number 09308388 undertakes contracts for delivery of dramatic productions, orchestral perfOnMan￿s, and art exhibrtions. Factory International Trading Seniices Limited (FITS) is registered under company number 14556931. The principal activities of the company are brand partnerships and corporate sponsorships including the naming rights of the venue, hi￿ of the venue for 3rd party commercial and music events, sale of merchandise through the Factory International shop and commission received through food and beverage sales. OUR VISION AND MISSION STATEMENT As an arts organisation we have a simple but ambitious vision: To Invent Tomorrow Together. Our vision speaks directly to our mission: Through art, music and culture, and in digital and physical spaces, we focus our activities on creating the meeting points between imagined futures and real lives. OUR VALUES In setting our programmes we are guided always by our organisational values - open, equitsble, inventive, international, and determined. We consider the positive impact that our activities will have for our audiences and local communities. We consider and measure impacts such as life outcomes. re-engagement with the cultural sector and the equitable representation of our beneficiaries in terms of ethnicity, gender, sexuality, disability and social mobility. Our commitment to being equitable extends across all areas of our organisation and includes our frameworks around decision-making, our artistic programming, and our workfor￿. Through a range of targeted initiatives, we focus hard on creating an organisational culture that is open and welcoming for our workforce, our community participants. and artists. We also consider our local impact in terms of the environment and supply chain. Where possible, we seek to locally source labour, goods, and services to maximise the impact of our activities in the Greater Manchester economy. We continue to make sector-wide interventions as members of Greater Manchester Arts Sustainability Team (GMAST), committing to ambitious sustainability targets across our artistic delivery, including our international work, making visible our green credentials and working with partners to extend our knowledge and share our expertise. We actively support and advocate for greater ac￿Ssibl11tY provisioning in the creative sector for both audiences, artists and those working within it. Our own intemal production pathways embed accessibility deliverables, and we have a range of resources to support our producers in holding conversations with artists and creative teams around embedding a consistent baseline of accessibility provision (including captioning, BSL interpretation, audio description and relaxed performances) into their commissions. ACTIVITIES Factory International undertakes a number of activities for the public benefit that can be broadly categorised into the following programmes" Manchester International Festival: a biennial 18-day event taking place across the city that engages communities, aUdIen￿S and the public in a variety of events and public installations. Physical and Digitsl Commissions: newly commissioned artistic productions that showcase the work of local and international artists for both digital and physical audiences, with a particular emphasis on supporting artists from under-represented groups. With the opening of AVIVA Studios in October 2023, Factory Intemational now runs a year-round programme balancing artistic commissions and commercial programming. Operational readiness ahead of and following venue opening: substantial work was undertaken to enable the building to host MIF23, and for the official opening of AVIVA Studios, a generation- defining year-round venue, in October 2023. Fl worked to refine processes and use of the building as soon as operations could be tested and eXperIen￿d in practi￿. This included resolution of outstanding works post October 2023. The new building represents the largest investment in a national cultural project since the opening of Tate Modem in 2000 thanks to initial HM Government investment and backing from Manchester City Council and Arts Council England. As at the end of March 2024, Fl was operating the building under a license agreement with a view to taking on the lease. However there was still works outstanding at that date. thereby preventing achievement of practical completion. but all expected to be achieved within a reasonable timeframe. It is fully anticipated that the lease will be entered into within the current reporting period (ending March 2025). At the date of signing of the accounts in De￿mber 2024 the lease is close to being finalised. Digital Broadcasting: live and on-demand perfornian￿S broadcast to digital audiences on our own platform. Digital Innovation and R&D: research and development into new digital technologies for use in our own commissions and for the wider benefit of the sector. Internationally Toured Productions" an extensive international programme that combines presenting our new commissions with international co-producers. extensively touring this commissioned work further afield and li￿nsIng international versions of our projects. Public Programme" an all-year series of largely free to access events that will enliven the building and attract wider audiences to the artistic programme. Public Engagement: a wide-reaching programme of engagement, learning, participation, community building and co-designed activity that prioritises activity with residents under-represented in the arts and cultural sector. Factory Academy.. training and skills experiences that are developed side by side with creative pioneers and industry experts to address skills gaps in the sector and increase opportunities for under-represented groups. Other education initiatives that respond to extemal fundraising and philanthropic support for support of learning development within the creative sector. With the opening of our venue AVIVA Studios. our scope of charitable activities has broadened as planned to include.. Live Music.. a combined programme of events delivered in partnership with commercial music promoters, or own-produced events. Supporting our charitable activities, we also undertake commercially focused activities that include.. Commercial Events and Partnerships: working with clients and partners to develop an ambitious programme featuring exhibitions, premieres, and branded experiences. Additionally, building partnerships to raise investment in our digital innovation, Intellectual Property, and education initiatives. Fl has also been involved in merchandising and re￿iVed commissions from food and beverage sales. STRATEGIC AIMS Factory International has brought global attention to Manchesterfs cultural scene, particularly with the opening of AVIVA Studios, a world-class venue that fosters artistic expression and community engagement. Alongside Manchester Intemational Festival, this has enhanced the city's reputation as a global cultural hub while making the arts more accessible. Central to our mission is empowering local residents through co-curation and skills development. Factory Academy has significantly impacted employability, offering training that equips individuals with the tools to SUc￿ed in creative industries. enhancing life prospects. Our commitment to community engagement is reflected in initiatives like The Welcome, a celebration of Manchesterfs rich diversity. Residents were invited to shape cultural programming, making their voices ￿ntral to the experien￿. Other highlights indude Free Your Mind, a reimagining of The Matrix, which offered an immersive, audience-driven experien￿. Factory Intemational, through both AVIVA Studios and the Manchester International Festival. continues to empower and inspire artists and communities alike. Our strategic plan for this critical transitional period and beyond (2022 - 2026) is built around three strategic aims that align with our vision to Invent Tomorrow Together. INVENT: To develop new models for thinking about. bringing to life and distributing creative work- through digital experimentation, commercial partnerships, social enterprise and international collaborations. TOMORROW: To create and deliver new possibilities for employment, training and leaming, with a focus on equity for those currently under-represented in our sectors. TOGETHER: To establish our venue as a sustainable, open and far-reaching Spa￿ for creative exploration and production, loved locally and celebrated internationally. In the opinion of the Trustees these objectives are consistent with the duty of the organisation to further its charitable purposes for the public benefit. The Trustees confirm that they have complied with their duty as set out in Chapter 4 of the Charities Act 2011 to have due regard to guidance published by the Charity Commission in respect of public benefit matters when planning the activities of the charity. WHAT WE DID: ACTIVITIES, ACHIEVEMENTS AND PERFORMANCE As a large charity and with several different programmes of activity. the following provides only a summary of the key highlights and achievements of what were delivered over the twelve months from 1 April 2023- 31 March 2024. ARTISTIC PROGRAMME Within this financial year, we suc￿SsfUllY delivered both the 2023 iteration of Manchester International Festival (MIF23) and, with the official opening of our venue in October 2023, began our year-round artistic programme at our new home, AVIVA Studios. MIF23 opened with our largest and most commercially suc￿Ssful show to date, as Yayoi Kusama's You, Me and the Ball¢)ons became the inaugural production in the vast warehouse space at AVIVA studios. Over 125,000 tickets sold across the Festival, with key Festival highlights including contemporary queer opera The Faggots and their Friends Between Revolutions,. a city wide treasure hunt by artist Ryan Gander with The Find,. a powerful mediation on the creative process in Find Your Eyes, by Manchester's Benji Reid. and a moving mixed realty concert by the late composer Ryuichi Sakamoto in IG4GAMI. Plus, Festival Square saw 80.000 visit its new home by the River Irwell. In October 2023, we premiered our official opening production. Free Your Mind, a bold large-scale reimagining of The Matrix from Danny Boyle, Es Devlin. Kenrick 'H20' Sandy and Michael 'Mikey J, Asante (co-founders of Boy Blue) and Sabrina Mahfouz. Showcasing the full potential of the spaces at AVIVA Studios, the critically acclaimed production was also recorded by the BBC and broadcast on BBC2 on New Year's Eve, with 190,000 people watching the broadcast live or on iPlayer within its first seven days of release. November 2023 saw The Welcome take over every space at AVIVA Studios with a diverse programme of performances, workshops and events co-curated by Factory Assembly - a group of 22 Manchester residents aged 17-70 who were handed decision-making power over a two-year period to curate a celebration of the city and its people. We produced the world premiere of Lost and Found. an adaptation of Oliver Jeffers, much loved book as a family show over the festive period, and the UK premiere of Robert Wilson's Jungle Book- a bold visual take on the classic story. We began our new venue-based live music programme with a number of high-profile artists performing at AVIVA Studios for the first time including Johnny Marr, Children of Zeus, Sampha and a series of gigs in the Festival with Angélique Kidjo, John Grant, Afrodeutsche and Alison Goldfrapp, laying a strong foundation as an important new venue for live music in the city. We programmed a short season of work across February and March 2024 responding to urgent themes in the world, including a three-day building-wide microfestival by art-activist collective Hard Art and political theatre shows from artists from South Africa and Syria. Our work at the venue was expanded to include digital and virtual commissions. These featured an online video game by artist Danielle Braithwaite Shirley titled I Can't Follow You Anymore, as well as Factory Settings, an augmented reality platfonn that invites audiences to engage with virtual artworks. This platform allowed visitors to immerse themselves in eXperien￿S through interaction and play. AVIVA STUDIOS- CAPITAL BUILD & TRANSITION The Factory International name was secured and trademarked, and a headline naming right sponsor engaged, confirmed in June 2023 as AVIVA in consultation with the Board of Trustees. Despite challenges with the build and completion schedule, the doors of AVIVA Studios were opened to the public on 30 June 2023. With the official opening taking pla￿ on 18 October 2023, this initial period was designated a 'soft opening,, enabling works to continue and testing of elements of the building operation throughout the summer. The official opening centred on the World Premiere of Free Your Mind, cOn￿1Ved by director Danny Boyle, Boy Blue, Es Devlin and Sabina Mahfouz to ￿lebrate the scale and flexibility of the new space. Across the first weekend of the opening campaign (18 Oct- 23 Oct) the campaign delivered over 900 items of news coverage, inclusive of 653 National pieces. 119 Local and 155 International. Free Your Mind received an extremely positive response, with a high number of four and five star reviews including The Guardian, The Times, The Telegraph and the Manchester Evening News. The flexibility of Aviva Studios was mentioned in many reviews and a repeated word to describe the show has been 'triumph' with The Observer describing it as "a triumphant beginning for a new artistic endeavour.. Over that weekend, Factory International featured in 573 items of coverage online and in print and 352 items of broadcast coverage, with highlights including BBC Breakfast, BBC Radio 5 Live, BBC Radio 4 (Today Programme), LBC, Hits Radio, and BBC News at 6 and 10 - plus bulletin news items on BBC Radio 2, BBC Radio 3, BBC Radio 6 Music, and around 50 regional stations across the UK from Comwall to Orkney. From September to November 2023, in the lead up to and immediately following the official opening of Aviva Studios. there were over 1,500 mentions of Factory Intemational and Aviva Studios in the press across 39 countries. Approximately 27 % of the coverage was published internationally with 15 % of the coverage coming from the USA induding a review of the venue's opening show Free Your Mind in the New York Times. Local media accounted for around 17 % of coverage with BBC Radio Manchester and the Manchester Evening News covering the venue and opening programme more than any other outlet. Post-opening it became apparent that Fl would need to create down-time to enable final works to be completed on the large acoustic doors that separated the Hall and Warehouse spa￿s. This feature is integral to the design concept and creative flexibilty of the venue and underpins the business model. To accommodate these works, the Hall was decommissioned for a period of 10 weeks starting in January 2024. Artistic programming was reconfigured at short noti￿ impacting on income generation from the commercial eventslhires and music programme and a compression of the commissioned artistic programme into the March - June 24 period. Fl entered into a Food & Beverage partnership with Super Serve, a new company backed by Solitaire Holdings & Square One Events under the direction of Factory International Trading Services. Disruption to public opening hours, reductions in programmed activity, especially music as noted above, has affected the profitability of Super Serve and redU￿d the commission payments due to Fl. The outsourced security provision through FGH Security has been working well. The lack of completion of the venue's access control systems resulted in manual workarounds and greater people deployment than forecast with resulting increased security costs across the year. Negotiations commenced with Manchester City Council (MCC) around a contribution to 'Delay Costs, to help mitigate the increased operational costs due to the delay in Practical Completion. BROADCASTING Our broadcast offer included streaming events from the Festival alongside national partnerships with media partners like the BBC. During the MIF23, we showcased local musicians, attracting an online audience of 5,933 and we captured Maxine Peake and Sarah Frankcom's theatre production, They, later screening it both online and in person, which allowed us to test a new model for distribution and exhibition. Our major broadcasts were in partnership with the BBC and included Free Your Mind, a co-production with Warner Bros which premiered on New Year's Eve on BBC 2, as well as Imagine with Alan Yentob, which followed the opening of the AVIVA Studios and premiered on BBC 1. Collectively, these broadcasts reached approximately 695.933 views (at a minimum) after the first weeks of being online. Free Your Mind will remain on iPlayer until December 2024. DIGITAL INNOVATION AND R&D The Digital Research & Development team focused on infrastructure development and content for the visitor experience, this included equipment purchases like a connected signage and media wall system. Between October 2023 and March 2024. the media wall has been tried and tested to understand what works best on the screen for users" we have tested VR experiences, Al interactive works, stills and moving image works. Alongside this. training and templates were created for the signage system and this was shared amongst design and digital teams with training for front of house to follow. This research is to be evaluated as part of the wider review and analysis of the front of house experience. INTERNATIONAL Factory International's role as a leading global arts organisation has continued with significant numbers of international producers and presenters visiting AVIVA Studios, both during MIF23 and since the official opening. 145 guests attended International Weekend (29 June - 2 July) during the opening weekend of MIF23 and we have continued to receive guests from every continent except Antarctica. We secured over £400,000 in co-commission income for MIF23 projects, with international partners from Europe, North America and Asia supporting The Faggots and Their Friends Between Revolutions, Find Your Eyes, R. O. S. E. and This Entry. Beyond Manchester, productions commissioned or co-commissioned by Factory International have been seen in the United States of America. Australia, Hong Kong, Chile and 11 countries across Europe,. this includes M IF23 productions ( The Faggots and Their Friends Between Revolutions was seen at Festival d'Alx-en-Proven￿, Bregenzer Festspiele and the Southbank Centre during this period and Find Your Eyes at Internationaal Theater Amsterdam) but also works from MIF17 (What is the City but the People?) and MIF19 (Thank You Very Much, Maggie the Cat, Atmospheric Memory, Tao of Glass) which continue to tour. In total. over 100.000 people saw an Fl show outside of Manchester during this year. We also continued our partnership with Under the Radar Festival in New York, supporting the presentation of two English productions at Lincoln Center for the Performing Arts, and initiated a new partnership with the British Council to support high-potential future leaders from ODA countries in growing their international networks. This initiative is intended to complement our existing International Producers Training Programme which took place in Australia this year. PUBLIC ENGAGEMENT Central to Factory International's mission is the need to reflect our ambitions in our civic offer, including our community building, engagement and creative learning opportunities. The opening of the building involved the people of Greater Manchester in a number of varied and unique projects. Over 100 Greater Manchester residents participated in Free Your Mind in October 2023. This was closely followed by The Welcome in November- a co-curated programme of work developed over Iwo years with 22 Greater Manchester residents. The programme saw ticketed events, such as Cirque Kalabante, alongside free perforMan￿S from local talent from across the region and new participatory work, such as Deep Flow. an immersive performance piece focusing on wellbeing and created with Company Chameleon. The programme was a huge success, welcoming over 11.000 visitors over nine days - 35 % of visitors identified as Global Majority and more than half of visits were made by under 35-year olds. Our community-building programmes continue to expand and develop with eight new Neighbourhood Organisers recruited to work between March and De￿rnber 2023 covering areas from Rochdale to Moss Side, with 60 % of our organisers being female and 50 % from the Global Majority. Neighbourhood Organisers contributed to the recruitment of new front of house roles, as well as sharing £3 and free tickets with communities around Greater Manchester. This year also saw us work with our first four Community Partners in INythenshawe, Ardwick, Salford and Eccles through a £10,000 partnership. This programme develops deep pla￿-baSed relationships with charitable venues around the city helping us to support arts and community initiatives around the region in a meaningful and sustained way over twelve months. Factory International Schools continued to grow. partnering with five secondary schools across Greater Manchester. including a Special Educational Needs and Disability school. We worked with 181 young people in Year 8 and 9, unlocking creativity and enhancing leamers, well-being. Artist Facilitators were embedded in each educational setting on a weekly basis, working with the same young people across the course of the programme building deep relationships with young people, educators and the school community. We partnered with The University of Manchester and Beewell to support the evaluation of the programme who will be publishing a report detailing the impact on participant wellbeing. FACTORY ACADEMY During the reporting period, Factory Academy offered free courses to 287, which contributes to what is now over 1000 Greater Manchester residents wanting to start a career in the creative industries with enthusiastic talent that represents the diversity of our city. 2023124 was a time of innovation for Factory Academy, launching three new courses.. Intro to Producing, Foundations in Freelance and Future Cultural Leaders. Over the year we ran 14 courses and 97 % of students sunieyed would recommend Factory Academy to a friend. Delivering on the organisation's ambitions to diversify the future of the sector, 80 /0 of Factory Academy graduates declared a characteristic that was underrepresented in the industry. 2023124 saw many students begin to realise their ambitions and achieve personal and professional goals, from securing funding to realise creative projects and gaining their first producing credit to kickstarting their freelance stage management career and embarking on producing and cultural learning and participation apprentI￿ships. Students went onto secure employment at music, arts and cultural organisations across the city and wider region including Co-op Live, Studio Lambert, Things That Go On Things, Rochdale Development Agency, Science and Industry Museum, Rio Ferdinand Foundation, Manchester Youth Zone, DNG and Odd Arts to name a few. Factory Academy continue to develop pathways which lead to paid opportunities in the creative and cultural sector with 60 % of students securing paid opportunities which are aligned to their ambitions The success of the initiative has been recognised nationally with Factory Academy awarded Training Initiative of the Year and Large Employer of the Year at the 2024 British Training Awards. What our students say.. 'It was one of the best course experiences I have had. The vocational experience was highly beneficial, and many courses lack this. It provides another level to the learning experience, allowing you to apply your knowledge and skills, consolidating the theory and leamings from the course., OTHER ACTIVITIES AND ACHIEVEMENTS Across the 12-months of April 2023 - March 2024, the organisation continued its transformation into a venue-based arts organisation. As such. other major strands of essential strategic planning-led activities continued to take place. PHILANTHROPY Philanthropy plays an important role in providing a sustainable increase in fundraising income and building lasting fundraising engagement infrastructure to support the organisation's long-temi plans and ambitions. During this financial year we secured a total of £480,458 from Individual giving and Trusts and Foundations. This represented a 15 % increase on the previous year. Notably, during this year we secured a number of gifts over £50,000 from established Trusts including" Esmée Fairbaim Foundation. Paul Hamlyn Foundation and Bloomberg Philanthropies. Support from Greater Manchester Combined Authority has also enabled us to make significant impact within the region. Factory International's Philanthropy team are specialist fundraisers who drive income growth from key income generation areas. They are: individual donations at the small, mid-level giving and major gift level, and through established Trusts and Foundations. During this year, a new Director of Fundraising was appointed who oversees the Fundraising Strategy and operational plan. Key to this is ensuring exemplar stewardship, compelling engagement opportunities and presenting our fundable programmes to a diverse donor community. The new venue offers greater visibility of our charitable status and purpose as we prioritise growing our pipeline of supporters with in-venue messaging and opportunities to give. During the year, we introduced Factory Intemational's new Chair to our community of partners and supporters as part of the Women of the World Festival at AVIVA Studios. As our artistic programme activity increases in New York City, we began seeking advice from notable supporters and partners based in New York (or with connections in the city) to explore the potential to build a USA supporter base. Our approach to fundraising is guided by a commitment to ethical, transparent and responsible practices that uphold the trust of our supporters and the broader public. We aim to raise funds intemally without relying on third-party agencies, ensuring our methods align with our organisational values and maintain our reputation. We do not use general solicitation techniques by telephone or door-to-door, and all activities comply with the Fundraising Regulator's Code of Fundraising Practi￿. No complaints about fundraising were re￿iVed during the year. BRAND PARTNERSHIPS AND CORPORATE SPONSORSHIP In 2023124 we seized the opportunity to re-strategise, and refocus the Brand Partnerships and Corporate Sponsorship team. It was clear that there was a ne￿sSitY to grow our brands and businesses pipeline beyond the heartland of Greater Manchester where supporters had been retained historically from Manchester International Festival. The ambition was to find and enable a roster of national and international brands to join us in partnership. A Head of Brand Partnerships and Corporate Sponsorship was recruited in January 2024 and the team were further defined into a sales function, to con￿ntrate on the task of securing revenue, and an account management function focused on delivering the growing task of delivering rights and benefits to our partners. Salespeople were given a clear remit of categories and opportunities and a strategy to maintain our valuable and respected local partners, and to also outreach in sectors where we would find new partners. We developed a new suite of core opportunities such as naming rights of The Warehouse in collaboration with Oak View Group and MCC, category partnerships such as (sports) fashion, tech, priority ticketing, partnerships to power our current work such as Communities and Leaming. Manchester International Festival and music and programme opportunities. Sales decks were redesigned and a rights and benefits tiered table was created for smaller partnerships consistency. with a more bespoke approach to bigger £100k plus partnerships. The account management team delivered rights for 30 partners during this period, the most remarkable of which is the landmark AVIVA partnership. During the course of this period the team delivered the agreed signage on the building and brown signs throughout Greater Manchester, helped our building management team build the AVIVA Lounge in AVIVA Studios, shot a drone video which has achieved 20k+ views on social channels. and devised the AVIVA Creative Careers Unlocked course with Factory Academy and Creative Leaming. The team delivered 9 smaller events and booked 412 tickets for AVIVA staff amongst a host of other initiatives such as British Insurance Brokers. Association (BIBA) developed volunteering opportunities for the AVIVA teams, and over 20,000 £10 tickets, distributed Sin￿ the AVIVA scheme began. BUSINESS PLANNING Factory International's Strategic Business Plan (drafted De￿rnber 2021) covers this period, up to March 2026. During this financial period, Factory International has continued to develop and revise its business planning and reporting to cover the scope of its work over the next three years. Due to changes to the scheduled opening date of AVIVA Studios, the budget for the financial opening year {2023-24) needed to undergo significant revision compared to the December 2021 Business Plan. The change in opening dates required adaptations to the opening artistic programme, onboarding of recruitment and rephasing of venue-related costs. Whilst opening the building was a milestone achievement, there have remained elements of finishing and commissioning work that continued to impact on the ability to programme the venue in an unhindered manner. In addition, operational work-arounds, due to building systems being unfinished, increased some costs. As such, the budget for the financial opening year remained under regular and close review, adapting to changed scenarios and leamings around our newer categories of venue operating costs. At the end of December 2023, the Financial Business Plan for the next two-years, including MIF25 was updated. This charted a significant evolution in terms of financial modelling but remained consistent with the underpinning principles and activities set out within the December 2021 Strategic Business Plan. The Strategic Business Plan continues to be reviewed on a quarterly basis via a KPI monitor presented to Trustees. In September 2024, Factory International will begin the early stages of its next Business Plan cycle, covering April 2026-March 2030. REVIEW & RESET PROJECT At the start of 2024 the organisation initiated a project drawing on evaluations and leamings from the first 10 months of operation within the new year-round venue-based configuration. This recognised the significant growth and transformation of Factory International as the company took on delivery of a 12-month creative programme and the operation of AVIVA Studios. The review involved a series of staff working groups to shape findings, recommendations for change and action plans. This work, which underpins improvements to organisational systems and processes will be rolled out across FY24125 and FY25126, supporting the final phase of transition from MIF to Factory International and operating AVIVA Studios. CHANGE TO GOVERNANCE AND MANAGEMENT Board recruitment continued its annual cycle to replace retiring or resigning Trustees. In recent years our Trustee recruitment has focused on increasing diversity and aligning skills and experience to the expanding remit of Factory International and the venue. In 2023-24, the following Trustees resigned from the Board: Tom Bloxham (Chair). Moira Sinclair was appointed as incoming Chair in March 2024. Ngozi Ugochukwu and Jo Whitfield were appointed to their second term as Trustees in January 2024. ACE Observer Pete Courtie was replaced by Richard Brown in November 2023. There were no significant changes to the governance structure during this financial period. MANAGEMENT AND STAFFING There were some significant changes in key management staff during this period, beyond the introduction and rapid expansion of several venue delivery team working directly on the completion of the building. Hannah Cork, Director of Finance & Resources, left in March 2024. Fl was also preparing for other leavers and recruitment in the period that followed in April-June 2024, at Executive level and in the Public Engagement, Producing, and Commercial teams. We have also worked to develop our core reporting functions, taking into account the increased complexitylscale of the organisation. This has included investing staff time and resource in refining data capture and processing - and the efficiency with which we collate and present our regular 14 statutory reporting. This is an ongoingliterative process and one which we see helping us to draw important commercial, strategic, artistic and social value insights as we grow and develop. PLANS FOR FUTURE PERIODS The next financial period ending March 2025 covers continued maturing and refining of Factory International's operations at AVIVA Studios and beyond. delivering the first full year of year-round programming, and preparation for the next Festival (in July 2025). The following presents a non-exhaustive list of the key areas of activity that the organisation will deliver over the forthcoming 12-months" Our first full years, worth of artistic programme in AVIVA Studios, including during 2024-25 the world premiere of ten original commissions from artists as varied as Laurie Anderson, Huang Ruo, David Hoyle, Maxine Peake, Darren Pritchard and Marshmallow Laser Feast. The presentation of other major arlworks in Manchester for the first time, including the commercial transfer of David Hockney's immersive digital show as a major festive show in December 2024. International presentations of our commissions across the wodd, including multiple New York dates plus Hong Kong, Venice Biennale, Dublin Festival, Ruhrtrienalle and Holland Festival. The growth of our music programme with circa 50 live music events, including artists as diverse as Janelle Monae, Underworld, Fontaines DC and Paraorchestra, plus hosting the international WOMEX expo in Manchester for the first time and the launch of a live streamed music series in partnership with Amazon and AVIVA. Significant commercial events and partnership activations, including a skate festival with adidas, MUBI film festival, Joe Wicks. Move Manchester Festival and a filming location for a major new Nefflix series. We are also in the planning stage for the 2025 edition of Manchester International Festival (MIF25) which returns across the city in July 2025. Building on the success of The Welcome. we have recruited a new co-creation cohort of Greater Manchester residents to commission work for February 2025. We have launched The Young Curators programme- an opportunty for six young creatives to work with leading industry professionals and artists to explore curation and work towards a commission in 2025. After a successful pilot year, we have recruited five new partner schools to our Factory Schools programme. They will work with us over the course of the year with weekly sessions, seeing shows at AVIVA Studios and culminating in a showcase in July. Young people will create work themed around 'Art for Change,. 'Identity' and 'Climate', through creative writing, visual art, performance and music. FINANCIAL REVIEW Over the 12-month financial period ended March 2024 the group made a loss of £136k with the result that reserves decreased marginally from £13.782k to £13,646k (representing a drop of 1 Ok). A comparison of the results of this financial period to the previous one, requires acknowledgement of the delivery of the biennial Festival MIF23 in this financial period, and also the fact that the new venue AVIVA Studios opened officially in October 2023. GRANTS AND DONATIONS The amount of income from grants and donations has increased by 590h from £12,065k to £19,037k. The largest grant was provided by Arts Council England (ACE). This includes both a National Portfolio Organisation (NPO) funding agreement for the ongoing development of Factory International, and an unrestricted funding agreement to support our Equalities Representation Action Plan that puts our commitment to artist, audience and people diversity at the core of our business plan. The total amount of ACE funding has remained relatively flat., marginally falling by 1 % from £10,037k in the prior year to £9,905k this year. Our other principal funding agreement is with Manchester City Council (MCC). In this period, the total amount of MCC funding was £8,552k which is a substantial uplift on funding of £1,500k received in the prior year. This amount included our typical annual funding of £1,500k however we also received a contribution of £600k towards the impact of delays to the building and £6,452k towards the fit-out of the new venue and investments in fixtures and fittings. In addition to public funding, Factory International continued to be supported by income from Trusts and Foundations to support key areas of activity - particularly our creative engagement programme. The total income from six organisations was £303k. which represents a decrease of 18 % on the prior year. We received support from individual donations of £177k representing significant growth on the prior year. INCOME FROM CHARITABLE ACTIVITIES Income from charitable activities represents income from the many activities that Factory International undertakes for the public benefit, which includes income from MIF23, and income from other non- Festival activities such as touring activities and the Factory Academy. It also includes income generated from the many and varied activities in the new venue from October 2023. Total income for the financial period from charitable activities was £6,235k which represents a significant increase from £1,606k in the prior year. Of this total income, £878k is directly attributable to the Festival (box office. co-production and co- commissioning), and £5,357k to non-Festival charitable activities. Income for non-Festival charitable activities includes £945k from The Factory Academy programme of activity which as described earlier in the Trustees Report. provides pre- and post-employment training for under-represented groups in the cultural sector. The Factory Academy income relates to a secured sub-contracting funding agreement with a learning body, initially secured in September 2020, to provide high-quality training programmes. COST OF RAISING FUNDS The cost of raising funds has increased by over 750kn on last year, increasing from £1,427k to £5,647k driven primarily by the cost of the operations of trading subsidiaries which has grown from £454k to £4,696k. The subsidiary Factory Intemational Trading Services commenced trading on 1 St April 2023 hence there was no cost included in the prior year and is the driver of the step change. EXPENDITURE ON CHARITABLE ACTIVITIES Expenditure on charitable activities presents expenditure from activities that Factory International undertakes for the public benefit, including MIF23 and other year-round charitable activities such as Creative Engagement and Factory Academy, and those related to the transition to Factory International and opening of the venue. Overall expenditure increased significantly from £10,609k to £25,310k. Expenditure on the Festival MIF23 increased by £6.399k on the prior year to £7,681 k. Expenditure related to the transition into AVIVA Studios declined (drop of £349k115 % ) to £1,910k. Expenditure on other non-Festival activities increased to £15,719k, more than double that was spent in the prior year. This increase was primarily driven by activities delivered in association with the new venue- artistic commissions, music presentations. co-commissioning and digital & broadcast. Expenditure on Other Trading activity was introduced in the year and was related to commercial activation costs in the venue. TAXATION Factory International accrued a taxation benefit of £1,568k in relation to creative industry tax reliets claimed by MIF Productions in respect of eligible commissioned work. This is a significant increase on the prior year and represents the increase in production activity across the Festival and year- round. INVESTMENT POWERS AND POLICY Under the company's Memorandum and Articles of Association the charity has the power to invest in any way deemed appropriate. Factory International endeavours to make best use of available funds by investing these funds in interest bearing deposit accounts, which in the 12 months to March 2024 generated interest of £61 k. RESERVES POLICY Fl's Reserves Policy is reviewed and updated annually as part of the organisation's longer-term strategic financial planning and risk management. In setting the Policy and the target for general reserves, a number of factors are considered including the general level of risk within the current and future operations,. the reliability of forecasted revenue and expenditure projections and the extent of cover required for overheads. The Reserves Policy is set to ensure that Factory International can continue to deliver its charitable objectives through this transition period of opening Aviva Studios and beyond. The level of risk in the financial year ahead is considered to remain high. as we deliver the first year-round artistic programme in the new venue and establish new commercial revenue streams. The current reserves position is as follows Restricted Funds: As at the end of March 2024, the total value of restricted fvnds were £270k and are for various Trust & Foundation supported projects. Unrestricted Funds: The total value of unrestricted and general funds were £13,376k and represented: Capital Depreciation Reserve equivalent to the NBV of fixed assets on the balance sheet, and reduced each year by an amount equivalent to the depreciation charged to the SOFA in respect of those assets being utilised. At end of March 2024, the value of the capital depreciation reserve is £11.586k. The capital depreciation reseprfe is unrestricted and is assigned for this purpose. General Reserve to provide sufficient cover to allow the organisation to continue its charitable purposes in the event of an adverse impact to its unrestricted income. During the transition period we have utilised the General Reserve that we had suc￿SsfUllY built in expectation of the adverse impact of the transition period. Having targeted a minimum level of £1 m through that period, at the end of March 2024 the value of the general reserve is £1,790k, ahead of the minimum target. Looking ahead the following reserves will be targeted for successful ongoing operations: Sinking Fund Reserve The reserve will be established after the first full opening year of AVIVA Studios. This reserve is to grow and build an annual amount of c.£350400k to contribute towards the capital rep1a￿rnent cyde of the building over the 30-years of the lease. This fund is unrestricted and is assigned for this purpose, pending more formal designation by Trustees. (It is anticipated that this will be treated as a designated fund as at March 2026.) Capital Purchase Reserve to replenish Fixtures and Fittings related to assets within the venue needed to deliver future business plans. The current business plan runs to March 2026, and the appropriate reserve plan will be established as part of the next business planning cycle. At that point the Finance and Audit Committee will take a view on whether a designated fund is required. General Reserves Beyond the transition period the organisation is currently looking to maintain general reserves at £3.Om. The Finan￿ and Audit Committee have agreed to actively review the target for general reserves during the next financial year. GOING CONCERN The group manages its activities with positive restricted and unrestricted reserves. The charity relies on funding from Arts Council England and Manchester City Council. Future success is also dependent on achieving a balance of artistic, social and revenue-generating commercial activity at the new venue operated by Factory International. The current unrestricted Arts Council England funding agreement contractually covers the period to March 2026. The Charity will be looking to submit a bridging funding application in December 2024 to cover the period April 2026 to March 2027. A new funding application to Arts Council England for the period beyond March 2027 will then be submitted at a later time. Alongside the long-tem financial support of Arts Council England, Factory Intemational has also signed a Management Agreement with Manchester City Council to run the new building out to March 2032. This attracts an appropriate Servi￿ fee and underpins the core running costs of the venue. The Trustees have undertaken a full review of the current short-term and long-term financial plans and the cashflow forecast through to 31 De￿mber 2025, giving necessary and due consideration to the wider organisational context and macro-economic challenges. The Trustees have also considered the potential impacts of not achieving future income targets by conducting sensitivity analysis on cash projections. Following this review, the Trustees confirm that the organisation's accounts will be prepared on the basis of 'Going cOn￿m.. STRUCTURE, GOVERNANCE AND MANAGEMENT GOVERNING DOCUMENT Manchester International Festival (trading as Factory International) is a company limited by guarantee governed by its Memorandum and Articles of Association dated 22 September 2014. The company became a registered charity on 26 April 2006. DIRECTORS AND TRUSTEES Factory International is governed by a diverse Board of leaders from business, arts, local government and communities. The Directors of the charitable company (the charity) are its Trustees for the purpose of charity law and throughout this report are collectively referred to as the Trustees. All Directors on the Board are members (except for the Directors appointed by Manchester City Council). A Director must be a person aged 18 years or older who is not disqualified from acting as a Director or charity Trustee by law. APPOINTMENT AND RETIREMENT OF DIRECTORS The Board may, by ordinary resolution. appoint a person who is willing to be a Director. The Schedule of Delegation requires that all new appointments go through a process with the Nominations Committee who then makes a recommendation to the Board on the suitabilrty of persons to appoint. Manchester City Council currently has appointed two persons as Directors to the Board and retains the powers to change these appointments as required. A Director appointed by Manchester City Council may at any time be removed from Offi￿ only by notice in writing by the City Council. All other Directors are subject to retirement after four years. A director may be re-appointed for a second term of office, but at the end of the second term of offi￿, may only be appointed for subsequent terms if 75 % of the Board agree. TRUSTEE INDUCTION AND TRAINING All new Trustees receive a Board induction pack including the charity's governing document, details of the responsibilities of charity Trustees, the next annual budget, the most recent management financial statements and papers from the previous two Board meetings. Additional training is made available to all new Trustees to ensure that they are well supported to be able to cary out their responsibilities. ORGANISATION The Trustees administer the charity. They meet as a Board quarterly and through various sub- committees- Finance & Audit. People & Culture. Ethics and Nominations- which meet prior to main Board meetings. The four meetings align with quarterly finan￿, Business Plan and external funding reporting to strengthen Board scrutiny of company performance. For the fifth meeting. the Board undertakes an annual retreat to ensure focus on long term strategy in September. In addition to the standing sub-committees, there are also various time limited working groups which convene around topics such as key leadership appointments, key funding submissions, and key 20 procurement activities related to the operating model. Individual members act as Board-nominated leads on specific areas including Equalities and Safeguarding. A CEO & Artistic Director is appointed to administer the day-to4ay operations of Factory International. To assist in the effective running of the charity. operational matters including finance. production, and marketing, are delegated to the CEO and Artistic Director with the approval of the Trustees. SUBSIDIARIES On 27 October 2020, a subsidiary Factory Academy Limited (company number 12978506) was incorporated to deliver the Factory Academy programme of activities. The subsidiary is a private company with a £1 share issue and is wholly owned by Factory Intemational. The charity consolidates in its financial statements the results of Factory Academy Limited. Membership of Factory Academy Limited is as follows: Cathryn Wright (Director) Low Kee Hong (Director) On 12 November 2014, a subsidiary MIF Productions Limited (company number 09308388) was incorporated to deliver specific dramatic and music productions. The subsidiary is a private company with a £1 share issue and is wholly owned by Factory International. The charity consolidates in its financial statements the results of MIF Productions. Membership of MIF Productions Limited is as follows.. Cathryn Wright (Director) Low Kee Hong (Director) Factory International Trading Services Limited (FITS) - (Company number 14556931), was incorporated on 23 December 2022 and its trading activities commenced on 01 April 2023.The principal activities of the company are brand partnerships and corporate sponsorships including the naming rights of the venue, hire of the venue for 3rd party commercial and music events, sale of merchandise through the Factory International shop and commission re￿iVed through food and beverage sales. The subsidiary is a private company with a £1 share issue and is wholly owned by Factory International. The charity consolidates in its financial statements the results of Factory International Trading Services Limited (FITS). Membership of Factory International Trading servI￿s Limited (FITS) is as follows.. Cathryn Wright (Director) Sheena Wrigley (Director & Secretary) RELATED PARTIES Information concerning the related parties is detailed in note 22 of the financial statements. 21 RISK MANAGEMENT The most significant factor affecting Fl performance in the year and with potential to impact the short- term future is the readiness of the building on opening and the slower than projected development of the surrounding St John's area. The implications of this were significant within the year, as it affected Fl's ability to commit to external hires and events and our ability to attract new audiences to the venue, particularfy on a more casual "dropin. basis. Key areas of financial risk specific to the business model for the organisation, include: unforeseen additional expenditure related to opening a new and complex building failure to meet in full our income targets (specifically box office, co-commissioning income, sponsorship, philanthropic donations, food and beverage and merchandise) failure to meet expenditure targets especially around larger and more complex artistic projects challenges in projecting and controlling building related overheads during the first period of full operation To mitigate these risks the organisation regularly reviews the impact of building delays and ongoing 'snagging' on both income and costs. Fl entered discussion with MCC (the owners of the building) to explore routes to mitigate the impact of delays. which has resulted in £600k of extra funding in the year. Management meets monthly to review the income and expenditure projections around the artistic programme of activity and to take responsive corrective action. All production budgets include a suitable level of contingency for unavoidable cost overages. Commercial income is also regularly reviewed by management and, if and when necessary, organisational budgets are reforecast to manage and mitigate the redU￿d income. Managing the continued financial and operational impacts of delayed opening and building readiness on the artistic programme alongside associated reputational risk factors have taken considerable focus within this period. The charity regularly reviews all items of risk as a standing item at both the Finance & Audit committee meetings and the main Board meeting. Action is taken to mitigate and minimise those risks deemed significant and likely to occur. 22 REFERENCE AND ADMINISTRATIVE DETAILS Charity name Manchester International Festival Charity number 1113902 Company number 05292793 Country of incorporation England and Wales Company registered address AVIVA Studios Water Street Manchester, M3 4JQ Legal form Charitable company limited by guarantee Auditors Saffery LLP 71 Queen Victoria Street London EC4V 4BE Bankers The Co-operative Bank P O Box 250, Delf House Southway Skelmersdale. WN8 61 Solicitors Eversheds Sutherland 6 Stanley St Manchester, M3 5GX 23 DIRECTORS AND TRUSTEES OF MANCHESTER INTERNATIONAL FESTIVAL Moira Sinclair OBE (Chair) (appointed March 2024) Alan Bishop Maria Balshaw CBE Tom Bloxham (Chair) (to February 2024) Jo l+Vhitfield CBE Pat Bartoli Ngozi Ugochukwu Cllr Luthfur Rahman OBE (nominated by Manchester City Council - to May 2024) Fazeel Barber Cllr Garry Bridges (nominated by Manchester City Council - appointed May 2024) Lamia Dabboussy Laura Jordan-Bambach Richard Paver (to July 2024) Grace Ladoja MBE Sir Howard Bernstein (to June 2024) Ibrahim Mahama Richard Bell Shaminder Nahal Cathryn Wright Gary Neville Sharon Watson Jamil Khalil COMPANY SECRETARY Sheena Wrigley (appointed July 2024) Hannah Cork (until March 2024) KEY MANAGEMENT PERSONNEL Chief Executive OffI￿r & Artistic Director- John McGrath Executive Director- Sheena Wrigley Creative Director- Kee Hong Low Chief Financial Officer- Karen Bass Executive Commercial Director - Scott Mcvittie (appointed October 2024) 24 TRUSTEES, RESPONSIBILITIES The Trustees (who are also directors of Manchester Intemational Festival for the purposes of company law) are responsible for preparing the Trustees, Annual Report and the financial statements in accordance with applicable law and regulations. Company law requires the Trustees to prepare financial statements for each financial year. Under that law, the Trustees have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland. Under company law. the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of reSoUr￿s, including the income and expenditure, of the charitable company for that period. In preparing these financial statements, the Trustees are required to" select suitable accounting policies and then apply them consistently" obsenie the methods and principles in The Charities SORP (FRS 102)" make judgments and accounting estimates that are reasonable and prudent" state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements" and prepare the financial statements on the going concem basis unless it is inappropriate to presume that the charitable company will continue in business. The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Trustees confirm that.. so far as each Trustee is aware, there is no relevant audit information of which the charitable company's auditor is unaware., and the Trustees have taken all the steps that they ought to have taken as Trustees in order to make themselves aware of any relevant audit information and to establish that the charitable company's auditor is aware of that infomiation. The Trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. By order of the Board of Trustees Cathryn Wrigli (Dec 19, 20 16..02 GMT) Cathryn Wright 1911212024 25 INDEPENDENT AUDITORS REPORT TO THE MEMBERS AND TRUSTEES OF MANCHESTER INTERNATIONAL FESTIVAL We have audited the financial statements of Manchester Intemational Festival (the 'parent charitable company,) and its subsidiaries (the 'group') for the year ended 31 March 2024 which comprise the consolidated statement of financial activities, the consolidated and charity balance sheets, the consolidated statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally AC￿pted Accounting Practice). In our opinion the financial statements.. give a true and fair view of the state of the affairs of the group and the parent charitable company as at 31 March 2024 and of the group's incoming resources and application of resources, including its income and expenditure. for the period then ended., have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice" and have been prepared in accordance with the requirements of the Companies Act 2006. We conducted our audit in accordan￿ with International Standards on Auditing (UK) {ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK. including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. In auditing the financial statements, we have conduded that the Trustees. use of the going con￿rn basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have perfomied, we have not identified any material uncertainties relating to events or conditions that, individually or collectively. may cast significant doubt on the group or the parent charitable company's ability to continue as a going con￿rn for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report. OTHER INFORMATION The Trustees are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any fomi of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements. we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information., we are required to report that fact. We have nothing to report in this regard. OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006 In our opinion, based on the work undertaken in the course of the audit: the information given in the Trustees, Annual Report which indudes the Directors, Report and the Strategic Report for the 12-month financial year for which the financial statements are prepared is consistent with the financial statements; and the Trustees, Annual Report which includes the Directors, Report and the Strategic Report has been prepared in accordance with applicable legal requirements. MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION In the light of the knowledge and understanding of the group and the parent charitable company and their environment obtained in the course of the audit, we have not identified material misstatements in the Trustees, Annual Report and Strategic Report. We have nothing to report in respect of the following matters where the Companies Act 2006 require us to report to you if, in our opinion" adequate accounting records have not been kept by the parent charitable company, or retums adequate for our audit have not been received from branches not visited by us., or the parent charitable company financial statements are not in agreement with the accounting records and returns" or certain disclosures of Trustees. remuneration specified by law are not made., or we have not received all the information and explanations we require for our audit. 27 RESPONSIBILITIES OF TRUSTEES As explained more fully in the Statement of Trustees. Responsibilities set out on page 25, the Trustees (who are also the directors of the parent charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is ne￿SSary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements. the Trustees are responsible for assessing the group and the parent charitable company's ability to continue as a going concem, disclosing, as applicable. matters related to going concem and using the going con￿rn basis of accounting unless the Trustees either intend to liquidate the group or the parent charitable company or to ￿ase operations, or have no realistic alternative but to do so. AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS We have been appointed as auditors under the Companies Act 2006 and report in accordance with regulations made under that Act. Our objectives are to obtain reasonable assuran￿ about whether the group and parent financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assuran￿ is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAS (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are InStan￿S of non-complian￿ with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities. including fraud are detailed below. IDENTIFYING AND ASSESSING RISKS RELATED TO IRREGULARITIES We assessed the susceptibility of the group and parent charitable company's financial statements to material misstatement and how fraud might occur, including through discussions with the Trustees, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent charitable company by discussions with Trustees and updating our understanding of the sector in which the group and parent charitable company operate. Laws and regulations of direct Significan￿ in the context of the group and parent charitable company include The Companies Act 2006 and guidance issued by the Charity Commission for England and Wales. 28 AUDIT RESPONSE TO RISKS IDENTIFIED We considered the extent of Complian￿ with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the parent charitable company's records of breaches of laws and regulations, minutes of meetings and Corresponden￿ with relevant authorities to identify potential material misstatements arising. We discussed the parent charitable company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance. During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner's review included ensuring that the team had approached their work with appropriate professional s￿ptiCIsM and thus the capacity to identify non-compliance with laws and regulations and fraud. There are inherent limitations in the audit procedures described above and the further removed non- compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also. the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate COn￿alment by, for example, forgery or intentional misrepresentations, or through collusion. A further description of our responsibilities is available on the Financial Reporting Council's website at.. www.frc.or .uklauditorsres onsibilities. This description forms part of our auditor's report. USE OF OUR REPORT This report is made solely to the parent charitable company's members, as a body, in accordan with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent charitable company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent charitable company and the parent charitable company's members as a body, for our audit work, for this report. or for the opinions we have formed. 29 Cara Turtington (Senior Statutory Auditor) for and on behalf of Saffery LLP Chartered Accountants Statutory Auditors 71 Queen Victoria Street London EC4V 4BE 20 December 2024 Saffery LLP is eligible to act as an auditor in terms of section 1212 of the Companies Act 2006 30 GROUP STATEMENT OF FINANCIAL ACTIVITIES (including income and expenditure account) for the year ending 31 March 2024 Urre5triXed Reslridwj 12 k*Jrth5 Enthd UN8*ritsd R8strithd 12 h*Jrth5 Enthd 311kn 3)24 31 ￿123 Nrte In(#Th'. Gr￿ts & DC￿atC￿$ 18,763,811 2T3,341 19.037,1S3 2419.712 9,645,653 12,C65,425 Charit*e Acbiibes 6.234,542 6,234,542 1,6{￿,110 1,6C6,110 ()herTraJing Acb'mbes 3,920,331 3,93),331 104,186 104,1 In￿th 61, 61, 125,ceg 125,089 Ttxd itK( 28,9KI,OT2 2TJ,341 ,253,413 4255.157 9,645.653 13,9Ct),811 Expenditure.. Costof r•s￿grUnd4 5,601,837 45,397 5.e47234 649.5)5 TTT297 1.428,8D2 Ewdknre on ch¥itahÈ adhiitses Festswl Costs Cther Charthk Acbiib'es AVIVA Si￿10STr￿Sf00n costs 7,314.221 14,471,825 1,247, 1,￿.925 7,W,792 15,719,492 1,￿.925 257,119 1,024,552 1,C63,979 6,OC41,253 12S8.684 1,281,871 7,069,232 2,258,684 expenthwe 27 387.883 3 ￿. .951443 1970.￿3 10 N 7 12.035 3 {expe￿ItUreD l irK( 1,YJ1189 13J,2191 11,7Crf,OJI 1284,554 1419,1331 1,865,421 Taxation 19 1.￿,1T2 1,￿,172 241,643 241,643 Tral￿f&rS ￿tt¥08n I￿1￿ 16 3,7&,6T2 13,7&,6721 2,049,491 12,049,491) Nd in fuThJs after tralskrs 6.947,033 I7.081￿1) 1135,8511 4,575,￿7 12,U,6241 2,107,C63 Tota funds brougm fonwd: Al1 April 3J23 16 6,423.187 7,351914 13,781101 1,853,45g 9.821,5 11,675,037 Tota fvThJs carried fotward 16 13,376.23) 13,646,243 6,429,187 7,352,914 13,781101 These results derive from continuing activities and all gains and losses recognised in the year are included in the above statement. The notes on pages 34 to 51 form part of these financial statements. GROUP & CHARITY BALANCE SHEETS As at 31 March 2024 Group 31 Var 2024 Charity 31 Mar 2024 Group 31 Mar 2023 Charity 31 Mar 2023 Note Fixed assets: Tangible assets I ntangible assets I n￿strEnts Total Fixed Assets 12 12 24 10,821,212 765,448 9,479,182 717.028 2,653,228 766.122 3, 000,000 6,419.350 2,410,728 766,122 3,000,003 6.176,853 11.586,660 10,196.214 Current assets: Debtors Cash and bank baLgnces Total Current Assets 13 4,094,659 3,733,637 7,828,296 5,465,977 2,713,562 8,179.539 1,387,759 8,452,111 9,839,871 2,179,049 8,002,797 10,181,845 Liabilities: Armunts falling due wthin one year 14 5,639,343 5,278,152) (2,292,326 2,2T7,338 Net current assets 2,188,953 2,901,388 7,547,545 7,904,508 Provisions for liabilities 15 (129, 370) (129,370) {184,794) (184,794) Total Net assets 13.646,243 12.￿.231 13,782,101 13,8%,567 Funds: Unrestricted Funds 16 13,376,220 12.698,208 6,429,187 6,543,653 Restricted Funds 16 270,023 270,023 7,352,914 7,352,914 13,646,243 12,￿,231 13,782,101 13,8*,567 The Charitable company has taken advantage of section 408 of the Companies Act 2006 not to publish its own Statement of Financial Activities. The parent company's net deficit for the year was (£0.93m) {2023: net surplus £2.24m). These financial statements were approved and authorised for issue by the Board and were signed on its behalf by: Cathryn Wright Cathryn Wrigh Date: (Dec 19: 20 16.02GMTI 1911212024 The notes on pages 34 to 51 form part of these financial statements. Company number 05292793 32 GROUP STATEMENT OF CASH FLOWS For the 12 months ended 31 March 2024 Group 2024 Group 2023 Cash inflow from operating activities Surpbjs after tax for the year (135.857) 2,107,063 AdJUst￿￿nt for non•cash ite￿£ Depreciation and aniortisation Increase in debtors Increase in creditors Promsion for liabilts-es 1.321,802 (2.706.899) 3.262,964 (55.424) 200,020 (277,450) 1,310,887 184,794 Net cash flow from operating activities 3 525 321 Cash flow from investing activities P2ymp.nt4 m2dp. tn 2e.qiiirp. fixpd a￿SP.t Maknrity of long term deposil (Q 4nfj 11Q) 3.000.000 (2 164 ?R2) 2.000,000 (6.405,q19 (1.164,283) Cash flows from financing activities Increase In cash and cash equlvalents in the year (4.718,474) 2,361.038 Cash and cash equi￿71ents at beginning of the year 8.452.111 6.091,073 Cash and cash equivalents at end of1he year 3.733,637 8,452,111 33 NOTES TO THE FINANCIAL STATEMENTS ACCOUNTING POLICIES CHARITY INFORMATION Manchester Intemational Festival is a company (company registration number.. 05292793) limited by guarantee and incorporated in England and Wales. It is also a charity (charity registration number" 1113902) registered at the address AVIVA Studios. Water Street, Manchester M3 4JQ. ACCOUNTING CONVENTION The group financial statements have been prepared in accordance with the Statement of Recommended Practice: Accounting and Reporting by Charities (Charities SORP) and with Financial Reporting Standard 102 applicable in the United Kingdom and Republic of Ireland (FRS102) and the Charities Act 2011 and the Companies Act 2006. Manchester International Festival meets the definition of a public benefit entity under FRS102. Assets and liabilities are initially recognised at historical costs or transaction value unless otherwise stated in the relevant accounting policy note. The financial statements are prepared in sterling which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1. The financial statements have been prepared under the historical cost convention. REPORTING PERIOD The company has prepared accounts for the year to 31 March 2024. PREPARATION OF THE ACCOUNTS ON A GOING CONCERN BASIS The group's activities and future plans are set out in the Trustees. Annual Report. The Trustees are satisfied that having considered the future plans and all identified risks, and reviewed a cashflow forecast for a period not shorter than 12 months from the date of signing these financial statements the business is a going concem, and these financial statements have been prepared on that basis. GROUP FINANCIAL STATEMENTS These financial statements consolidate the results of the charity Manchester International Festival (MIF) and its wholly owned subsidiaries, MIF Productions Limited, Factory Academy Limited and Factory International Trading Services Limited, on a line by line basis. The accounting periods for all subsidiaries are co-terminus with that of the charity, however for Factory International Trading Seniices Limited a 15-month financial period has been consolidated and reported as at 31 March 2024. FUNDS Unrestricted funds comprise accumulated surpluses and deficits on general funds and are available for use at the discretion of the Board in furtherance of the general charitable objectives. Restricted funds are funds subject to specific restricted conditions imposed by the donors. INCOME RECOGNITION POLICY Items of income are recognised and included in the accounts when all of the following criteria are met: The charity or its subsidiary have entitlement to the funds. any perfomance conditions attached to the items of income have been met or are fully within the control of the charity or its subsidiaries- there is sufficient certainty that receipt of the income is considered probable" and the amount can be measured reliably. DONATED SERVICES AND FACILITIES Donated services or facilities are recognised as income when the charity has control over the item" any conditions associated with the donated item have been met,. the receipt of economic benefit from the use by the charity of the item is probable, and that economic benefit can be measured reliably. On receipt, donated services and facilities are recognised on the basis of the value of the gift to the charity which is the amount the charity would have been willing to pay to obtain services or facilities of equivalent economic benefit on the open market" a corresponding amount is then recognised in expenditure in the period of receipt. EXPENDITURE Expenditure is recognised On￿ there is a legal or constructive obligation to make a payment to a third party,. it is probable that settlement will be required. and the amount of the obligation can be measured reliably. Costs of generating funds comprises the costs associated with attracting voluntary income and the costs of the expenditure for raising sponsorship income. Charitable expenditure comprises those costs incurred by the charity in the delivery of its activities and services for its beneficiaries. It includes both costs that can be allocated directly to such activities and those costs of an indirect nature necessary to support them. Governance costs include those costs associated with meeting the constitutional and statutory requirements of the charity and indude the audit fees and costs linked to the strategic management of the charity. All costs are allocated between the expenditure categories on the Statement of Financial Activities on a basis designed to reflect the use of the resource. Costs relating to a particular activity are allocated directly" others are apportioned on an appropriate basis. All significant producing costs expended in respect of the shows presented in future years are included in the prepayments in the Balance Sheet. 35 TANGIBLE ASSETS Tangible fixed assets costing over £1,000 are capitalised. They are depreciated evenly over their expected useful lives. Depreciation is calculated at the following rates: Equipment 33 113 % straight line per annum Fixtures and fittings 33 1130A straight line per annum INTANGIBLE ASSETS Intangible fixed assets include software and related consultancy costs that the company believes will provide ongoing economic benefit. Intangible assets are capitalised when it is expected that the project cost will be in excess of £5,000 and the period of benefit is at least 3 years. Amortisation is charged from the point an asset is brought into use and the amortisation period is between 3 and 5 years dependent on the type of asset. PENSION COSTS AND RETIREMENT BENEFITS The charity operates a defined contribution scheme. The assets of this scheme are held separately from those of the charity, being invested by Insuran￿ companies. Pension costs charged in the Statement of Financial Activities represent the contributions payable by the charity in the year. LEASING COMMITMENTS Rentals payable under operating leases are charged as expenditure to the Statement of Financial Activities on a straight line basis over the lease term. TAXATION Manchester International Festival is considered to pass the test set out in Paragraph 1 Schedule 6 of the Finance Act 2010 and, therefore, it meets the definition of a charitable company for UK corporation tax purposes. Accordingly, the charity is potentially exempt from taxation in respect of income or capital gains received within categories covered by Chapter 3 Part 11 of the Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act 1992, to the extent that such income or gains are applied exclusively to charitable purposes. As non-charitable companies, all subsidiaries are eligible for UK corporation tax. In this 12-month financial year ended March 2024, no Corporation Tax was due within any of the subsidiaries as Manchester International Festival intends to enter a deed of covenant with the subsidiaries who will gift-aid all taxable profits to the Charity within 9 months of the year end. The subsidiaries have not recognised any deferred tax assets or liabilities as the deed of covenant renders these unlikely to crystallise. Across the 12-months to March 2024 the Group accrued a taxation benefit of £1,568,172 that is in relation to creative tax reliefs claimed by MIF Productions in respect of eligible commissioned work. FOREIGN CURRENCIES Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates of exchange ruling at the balan￿ sheet date. All dIfferen￿S are recognised in the Statement of Financial Activities. 36 FINANCIAL INSTRUMENTS The Group has applied the provisions of Section 11 'Basic Financial Instruments, and Section 12 'Other Financial Instruments Issues, of FRS 102 to all of its financial instruments. Other than where specifically stated all of the Group's financial instruments are classed as basic financial instruments. Financial assets are recognised in the Group's balance sheet when the Group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories. The classification depends on the nature and purpose of the financial assets and is determined at the time of recognition. BASIC FINANCIAL ASSETS Basic financial assets, which include trade and other receivables and cash and bank balances. are initially measured at transaction pri￿ including transaction costs and are subsequently carried at amortised cost using the effective interest method. unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future re￿iptS discounted at a market rate of interest. Other financial assets classified as fair value through the statement of financial activities are measured at fair value. IMPAIRMENT OF FINANCIAL ASSETS Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. Financial assets are impaired where there is objective eviden￿ that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference be￿een the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impainnent is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been. had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. DERECOGNITION OF FINANCIAL ASSETS Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another paty that is able to sell the asset in its entirety to an unrelated third party. CLASSIFICATION OF FINANCIAL LIABILITIES Financial liabilities and equity instruments are classified according to the Substan￿ of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. 37 BASIC FINANCIAL LIABILITIES Basic financial liabilities are initially recognised at transaction price, unless the arrangement constitutes a financing transaction. where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Other financial liabilities classified as fair value through the statement of financial activities are measured at fair value. DERECOGNITION OF FINANCIAL LIABILITIES Financial liabilities are derecognised when the entity's contractual obligations expire or are discharged or are cancelled. CRITICAL ESTIMATES AND JUDGEMENTS The preparation of the financial statements in accordan￿ with FRS 102 requires the Trustees to make estimates and assumptions concerning the future. The estimates and assumptions that could have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year include accruals, depreciation, amortisation, and doubtful debt provision. The accounting in these areas of the accounts requires management to use judgement. In relation to accruals this is a best estimate of costs that will be incurred based on contractual requirements. Provision for doubfful debts is based on the age of debts and probability of their recovery. For depreciation and amortisation, the estimates are driven by the useful economic life of the associated assets. 38 2024 2023 Grants & rh)natlons anchets City CC￿n¢11 Arts Cojncil EnOa)d - Facw &a)t Ats Cojncil Lknre5tr1c￿j Prq￿t l>ants Arts Cojncil EnOa)d Fèstricted Prc*ct Cther Ftybhc Funding C>ants linc. ￿e6) Trusts & F￿nda￿.￿S Qckstart Scherre Indiwduej Donaticffts 8.552.326 9,￿,095 371,274 8.552.326 9,564.095 371,274 Ix).cKx)I 99.0 303,341 1.500.(XJO 9,165,600 742,JJO 129.QK)O 90.0(KJ 369.Q¥JO 22.053 47.222 303,341 177.117 177.117 18,763.811 273.341 19,037.153 12,LE5.425 The amount received from local and Central Government grants was £18,556,695 (2023.. £11,627,150). The comparative year included restricted income of £9,645,653 from grants and donations. Uw8strlct•d Unr8strlct8d 3)24 2023 Bctt Office Digital CtrF*oJucbcn & Q>CCfmi￿oning 3tr5hip3 & Pattnc¥ships 1ntemab.thal FYesentsb"o)s FaCts￿y Acacknry (Jher Prqects & Charitatje Acb"Mties hlentsrships *nCil￿ry actiiAties 2,407,779 2￿.811 587,445 287.967 632.929 23,813 374,271 86.EE7 571.460 165.017 348.872 30,010 2.001.225 26,387 1 eA)6110 u￿eStrICted Uwwe5trl(aed 2024 2023 Educab"cm s￿￿ces C(Ynrrwcial Sennces 944.614 2.975.717 Tl.967 26.218 3920331 UnrestrKt¢d Unr¢stri¢t¢d 2024 2023 5 Invegtments Interest receivab 61,388 125,089 39 Cost of Raising funds Dlrèct Costs Wages and Support Costs 2024 Fundraigng Pr￿uCtion SeTrices Education SeM¢es ConvrErcial Sermces 213,538 1,604.171 358,744 1.335.361 373.762 363,￿9 951,209 1,604,171 774,681 2,317.173 415.937 981.811 3,511.815 1,771.509 363,￿9 5,647,234 Dlrèct Costs Wage5 and Support Costs 2023 Fundraigng Pr￿uCtion SeTrices Education SeM¢es COrr￿rErclal SeNces 153.031 454.436 438.725 380.610 972.366 454.436 607,467 438.725 380,610 1,426,802 Expenditure on raising funds include £45,397 (2023.. £777,297) of restricted expenditure. 7 Expenditure on Charitable activities The charity urnlertakes direct charitabk acts'mts'es onty arnl dcES not npke grant paynEnts. OtPw Direct Cc6ts Direct Wages and Support Costs Salaries 2024 Charitable Activities Festival n-Festiwdl Artistic Commissions N)n-Fesb"Irdl Music Presentab"ons n-Fesb"Wdl C￿cOmmIsSIOn1r￿j & C PrcQucirrfJ International Presentstions Digital Commissions & Broadcasb"ThJ creati￿ ErYJagement Factory Ac*my R&D and Curatorial AVIVA Studi05 Transition Propct 3.430.201 3.583.048 547,762 546.109 1,308,6 1,367,7C 207,980 208,458 2,941,895 7,680,792 3.073.415 8,024,169 469,162 1,224,904 469,433 1,223,IX)O 670,551 809,165 629,4 2CiI,245 147,935 611,253 1,411,383 1,551,266 2,010,993 594,165 710,250 126,248 1,123,134 42,668 55,253 104,862 731,539 273,778 1,909,925 11465707 4 150 193 25 310209 Expenditure on charitable activities include £3,524,163 (2023: £9,287,489) of restricted expenditure. 40 Otlw Dirert Costs Direct Wages and Support Costs Salaries Charitable activibes. wioryear 2023 Festival Non-Festival Artistlc Commissions Non-Festival Music Presentations Non-Festival Co-commissioning & Producing International Presentations Diglal Commissions & Broadcasfing Creative Engyment Factory Academy R&D and Curatorial A VIVA Studios Transition Prqect 347.691 528.332 5,663 53.513 432.301 656,769 77,615 66.522 501.680 762,241 53,563 77.205 1.281,671 1.941,341 136,841 197,240 1,1&),881 269,036 158, 754 105,463 286.365 519.95T 49,686 12,202 258,579 42,202 1,2&).042 124,534 4,089,￿ 2,366,601 913,272 16g,941 518.615 18,397 193,459 884, 109 4,152,487 2,333, 190 434, 158 1.324,937 2(Q,285 494,240 2,258,684 10,608,587 8 &pport costs The charity al[￿ateS its SUPF £ 80,￿l- £ g),C(M) £ 90.IX)1- £1 ￿.0(K) £1(XJ.001 - £110.CX)O £110,001 £120,CUO £120.001 - £130.tK)o £130.001- £140.Cf)o £140.001 - £150,CM)o 14 14 2024 2023 Total pet￿￿￿ pahj for dLKry reF￿rtry FerKsd, ￿ re¥sect of h patd errployees. was". 54,646 56.742 42 11 Boar(fs renwneratlon and eXpe￿s. a￿1 the costs of key nxwement personrnl. ie of the bwd n￿1)erS receiKed renxineraticffi for th￿r s￿leeS thring the year. Se¥en (2023.. Rve) toard nEn*ers reCeI￿j re-irrtmjrsed e>penses crf Q741 (2023." ￿.478). The key nwnagenxnt rf the pwent charity. ￿nChester Intemalicnal Fe31i￿1. c(¥rpri3e the trustees, Chief Executi￿ Officer & ￿tiStiC [*r￿t(T. Ex￿ul1* ￿T￿tC*. creati￿ threctcf. Chief Financial ￿cer, and EX￿uti￿ C(ylTr￿rlCal [J.r￿t£¥. The tcrtal enwcryee benefits of the key managerrent txscmnel {incknding p￿SlI￿) f the rep￿[ng peritxl of 12 r￿1hS V+Ere £597.525 (2023." £581,217) . The Key rrOnagen￿t rAs(Y*net (Y ffte gr￿p are me as or me ch￿￿ty as the Vmuly subsidiaries do nc* eM￿0Y any pers(J)nel. The enW(tyee IH)effits of key rrn)agenEnt FHSC¢)nd for the grcwp ￿e therefue the $￿e as f(T the che¥ty. Flxturos & Flttlws E￿I￿rnnt 12 TanLlble Flxed Asset5. Gro C(6t At 1 *pril 2023 Additie￿$ DIS￿15 2779.4X) 7,2SI,624 4%.801 1,942,340 3.216.232 9,206, At 31 ￿Arch 2￿4 10.044.054 1379.141 12.423.195 Depr￿￿a￿.cfi.' At 1 April 20¥3 .198 3,1X)3 Charge fu the year 812516 226.464 1.038.980 At 31 htsrch 2￿4 1.278.714 323.270 1.￿1.983 bcK* ￿Ue. At 31 fvtsr¢h 21r24 8.765.340 2055.872 10.821.212 At 1 April 2023 2,313.233 339,9% 2,653,228 F￿lureS & FiitiThJ5 TarwJitAe FLxed A55ets- Cl￿Vity At 1 Ppril 20 A(klfa(ns DisFtJs45 2779.420 6.653.041 194.301 1,3C4,223 2.973.732 7,957,264 At 31 ￿ch 2￿24 9.432.471 I4￿524 10 930.995 Depreciaticfi.. At 1 April 2023 Dis[M)s￿$ Charge fu the year 4ffi,198 3,ClJ3 7YJ.793 165.011 8.810 At 31 ￿ch 2￿24 1.189.997 261816 1451.813 b(K* vaue.. At 31 fvkych 21Y24 8.242474 1.236.708 9.479.182 At 1 April 2023 2.313.213 2.410.728 43 Intangiblo Assets Tcéal IntaTuiblo A550ts - G￿t￿P Cc6t Al 1 April 2023 Addition5 Dispos ,115 8￿,115 2￿2,2c Al 31 Mwch 2￿24 1,1￿),3T6 1,1S),323 Depreci*'cm: At 1 April 2023 Di5posaL5 Charge for Ihe year 101,ga3 101,W3 281882 Al 31 M*ch 2￿24 ,875 384,875 Net bcd( vaue.. Al 31 M¥ch 2024 765,448 Al 1 April 2023 7e6.122 7f£,122 IManL4blo Assets Tc(al IntangilAe Assets - ClkTity CoEt Al 1 April 2023 Additions Dispos* .115 868,115 230.OC8 Al 31 Mwch 2W24 1,CQ8,1f3 1,098,123 Depreci*'cK): At 1 April YY23 Di5posaL5 Charge for the year 101,9)3 101.993 279,102 279.11T2 Al 31 M¥¢h 2024 381,095 381,0 Net bcx)k vaue.. Al 31 M¥ch 2￿24 717,028 717,028 Al 1 April I523 ,122 7e6,122 Group 2024 Charity 2024 Group C￿r[ty 2023 13 Debt￿$ Trade debtors Other debtors Amwnts by grc￿P undertakings Prepaymerrt5 Accrued Income 1,246,￿1 1.812,853 1,135,001 3.0&8 3.385,7CQ 218,938 723,292 482,880 10,2¥3 1,138.676 142,381 52,125 352,695 251,935 244.591 790,K24 142,391 1t*,751 401,812 VAT 4,1￿4,659 5 465 971 1,387,759 2 179049 Gr(wp a)24 Gro 14 Cr8dltOTS: anY)unts falno vAtNn orn year Traje cr￿l￿S ljhpr crÉ£itcrq Accruas Deferr&l i1￿rrr .576 W.457 1.274.&14 98￿5 353,331 5,226 1.276.034 1.621,489 1,519.0 2 385 532 2,243 4XI 51.453 336,953 VAT 5.639.343 5278.152 1292326 1277,337 Inclithdwrthin (Xlw crefSt(¥s tth 1$ 8 fin8rte cThrm"tftvJl of£w￿l (3fJ." £90.381) dwlhch £43. 171 {£54.3111 is d( c*r orfft year, wx1£47,204 {£59.3rn is ￿r. Also lhKI￿￿thin is ￿.770 (2021. th1} c￿t￿￿￿$ Grow) wrod Inc*In￿. Grc4Jp Charfty At 1 ￿ll12023 AnDJnlrdeasgJ In the peno AJroJntdeferrol in the p￿1>￿ )5,226 )5,226 3.355.513 3.1￿.9)2 At31 Vwch 2tr24 1385.532 1243.420 L￿P Ch• AI i 2022 Anwt rele&sedin tlr Arrwrt (Èferredin the￿￿(x1 193.715 193,715 11.257.(lJl} 11.257.IXII} 1.62a515 1.62a515 At 37 March 2023 226 226 The fvnd5 are deferr￿ vknen the CT fs 9JtFAd¥ies r￿e1￿ fvnts buto) nd yetha¥e entiteml tothem cf there are ccndfo'cffls atr&heJ b)the th cfj inccn thich ha* nd yet rrdu are nrtfuty wthin the c(ntrd d l)e cl*rty 15 Proth for Il*)WUes As of ￿Ch 2Q4 the in thswte rebty b the (￿fin￿.(￿ ofts *b%tt"es as ￿4￿￿ne$s. Iflhis thspuk h&1 ¢(nckn(kn1 in Ine rrfcprtsgj treafvt the VATc*pJ b)f12*13)23.. F18*1 vthich was thwefrJe trnCl￿ as a wc••g(na lith'lty. In fact the iwe was wcgressgj 1hr￿th the rojte cl Alernats￿ CispJte PEsdub'cm caTrptoa ccmcbjsicn in [￿enter 2￿4. The li&ility 15 cU￿en0Y uTh*er r&iew and is athe d* dsgning bjtis ￿￿"cIF￿Bd torethce. 45 knTenwrt wi Funds Balance al 1- Nel inw7Yng resour￿5 Net outgoing resources Balance at 31-Pknr-24 Anatysis of Charitab￿ funds- Charity Transfer Anatysis of unrestricted funds nMMnEnts'. Lhrestricted Funds 6.543.653 25.059.741 122,691.8581 3,786,672 12,698,208 An8￿$1$ of ieslricted funds n￿left￿)ts. Restricted Funds 7,352.914 273.341 13,%9,5601 13,786,672) 270,023 13.896.567 25.333.083 126.261.4181 12.￿8.231 Balance af Transfer 31-Mar-23 atOI-AN-22 resour￿$ resources Anatysis of charitable funLts. Charty" Analysis of unfftstricted funds movements.. Unrestricted Funds 1,833, 139 4, 17T, 190 (1,514 767) 2,049,491 6,543,653 Analysis of reslricl&J funds movements.. Restricted Funds 9,821,538 9,645,653 (10,064, 786) 12,049,491) 7,352,914 11,654,677 13,822,843 I1,￿,953 73.896,567 46 17 o￿lIrte sunymy ofrestricTrd fund nrnn￿ts Fund Balances Carried TraTth Forward 31.1kn.24 Brouglrt Forward 01.IyF-23 Inccffle Fund Arts Ctwncil. Urthrthfr Radw Arts co4￿c11- The Factory ￿￿t EFF - Cr8atikE En￿me1rt Gra EFF- Reinventifryd PerfcmingArts Grnrt The Paul Hwnlyn FtwfKI*itYJ Reframe BloombergLP Grart GranaGla FounGlation Gra* Backst￿ Trust Grant 93,213 6,888. 71.$83 130.CbXSI 41,3)S 3,072.114 88.058 S1,￿8 13,816,672) 11K).O 83.525 23.%5 6,258 15.761 89.(1)6 54.118 68.841 21.649 24.5C¥) 2fy).￿J ￿.0c 10,OCIJ ,0 116.701 30.￿8 19).934 lo.￿0 20,crio 7,352,914 273.341 3,￿9.￿0 3,7￿,672 270,023 N•n• of r86trictsd fund 0o6crirrti￿. n*tUf• and pwpoE• ol tho f￿d Arts Council- Under Ihe Radar Arts Council- The gmt shcmr￿nQ the UK ab.sts at the UTrJff Ihe fe5tiYd in Ne* Y¢Jk NPO Fundir#J f￿ de4iwy of MIFtrhe F&try Business Pkn, incI￿1￿j Ihe IAIF Fes￿.￿ xb"iritse5. Atthe end of each [in￿Cla year a ￿5fe{ frcffl restrict￿ to unrestrtct& fund5 ts) the ¢￿thI assets acquiraj is maje. A fi￿year proJra))me Ihat tranth*ms *¢ess. errtpje beneftt frLTh the arts trree aPPr￿hes." creats"ThJ a gra55roJts ￿bas￿Or prrJJranme IC¢ynmunity AdwKatesl. buikling [r￿re equit*k wtrwships with Iw41 uy￿11￿￿V1I) (C￿11[1￿[111Y C￿li[￿l¥) u¥￿1￿111y v)vfvl ¥kil> r r￿dents la ctrde5ign&J skils wcgranmel. R￿n￿ting Perfcffliing Arts prc¥rJnme cl th that is spFt xrc65 Dig¥trAI Icmlent ¢reab(￿l Tawt De*br￿￿t str•ds. A four-year pwranme cl ccxnmunity4&1 Curati¢￿ buikling ￿ some of preMCX MIF Succ￿lu1 ir￿￿Jing puNic forums. c￿Curati(￿. parbcipatrry commiss(ffts digita innthpb'c To ￿PpL￿t the de%tknpment ¢￿ ytyjng 8L*k ereab"*s as part of a nats.￿a career &cderats.￿ PTograrnrne c(￿rdInated by Ihe S￿￿thb￿k aryj ￿pp￿￿j by App￿. Funding for a Digma ACCe￿rator proJ￿rne to he￿ ii5itor5 na¥igate the n￿￿ue U￿ng digrta screens other tc#*. FuThJing heWirKJ MIF as ￿ &nplOY￿ to cre* Jcts for 1&24 yew dds cffi Un￿er$ Crejrt EFF - Creab¥E Engag￿ent EFF. PEIn￿ting perf￿1[¥j Arts knt The P*Jl Foundatir Refrane Blc£fflberg LP &ant Kiekstart Grant Fund Bal*)ces Til•1￿￿1 Fopward .Aw.22 31thar.23 Arts c￿￿{1. ￿ the Ra Arts cOu￿¢1- The F&ttyy £rart 1￿.852 129.( 9,483.469 9, 165.f 66.347 I￿.( 47.548 714,323 145,639 9,710. 791 94.764 23.983 60,L15 7,351 93,273 {2.049,491J I￿,786 71.583 EFF- ReNnventirKJ FèrforrifuArts G￿t The Paul Mantyn F￿￿dah"On Refran 54, 175 21.649 lQ"ckstart ￿ant 22053 9,821.538 9,645.653 lo,(￿,786 2.049,4911 7,352,974 47 Unrestrtted FurbJ5 Restricted Funds Total Funds 31-Mar-24 Tangib Intangib InsEstrYEnt Current assets Current ￿abl1￿.es Prousion for liabilities 10.821.212 765.448 10.821.212 765.448 7,558,273 (5.639.343} 1129.370} 270,023 7,828,296 15.639,343) 1129.3701 13.376,220 270,023 13,646,243 UnrestrKted FurK15 ReStrictedFUn￿ Tolal Fund5 31-Mar-23 T8nEyble IntaKyble Investment Cuffent assets Current liatrlilies Provision for liabilities 2.653.228 766. 1 2.653.228 766.122 3,(D).000 3,IXK),(KK) 4,871.896 9.839,871 {518.982) 12.292.326) 1184.7941 4.967.975 (1. 773.344J (184. 794) 6.429. 78T 7,352.914 73, 782, toi Anatysis of net assets between furKl8 . Charty UnrestrKted Funds Restricted Funds Total Fun(Is 31-Mar-24 Tangib Intangib In%estrr£nt Current assets Current labilties Probision for liabilities 9.479. 1¥2 777,028 9.479.182 717,028 7.￿)9.518 (5.278.152} {129.370) 270.023 8. 179.539 15.278.1521 1129.3701 12.698.208 270,023 12.￿,231 Unrestrkted Fund5 RestriciedFund5 Toial Funds 314&*r-23 Tangible Intangble InvestmenÈ CuKrent assets CuKrent liabilities Provision for liatjilities 2.410.728 766. 122 2.410, 728 766. 122 3.(XX).W3 4,877.893 (518,98¥ 5.309, 952 (1, 758,356) (184. T94J 70. 787, 845 (2,277,338) (184. 794) 7.352.974 73.896.567 48 18 Sh¥e Cap￿al The Charitab￿ ccAnpany is limit￿ by guwamtee ha5 no share c•ita. The lia)ility of the mwnbers is limi￿. In the elwl of the charrtable compay being I￿nd up, the lia)ilty of the rn￿berS in re￿t of Ihvr guwantee 15 lirntt&J to £70. Ihe rnvnbv5' lia)ilty a￿11£5 during the b.me they we rn￿berS oflhe chwita)le ¢cry￿y w cffle yw thereaRw a5 slated in Ihe MemcKandum of A5sttia"on. The vthc41y cthned gjbgdiary MIF Proyucfjons is limited by sh¥es. Its share c4ita is £1. The vthdly cthned gjbsidiary Facw AcaJ￿nY ￿rnited is limibj by sh¥es. Its sh¥e capita is £1. The ￿tt￿lY thwed Sjb￿dIarY Intematicfflal Tradir¥J SeNces is limibj by sh¥es. Its share capita is £1. 19 Taxation The Charity is a registwed eharity and as such ts a ch¥ty %Mthin the mea)ing crf Sch￿ule 6 ofthe Fin*eeAct2010. Accordingty. Ihe Charity is Pot￿￿.￿￿ enmed to tsx e)Ernpts"￿ under 11 of the c(Wats"L￿ TaxAct2010 secb'on 256 L* the Ta¥*'cn of charg&*1￿ Ga'ns Act 19>2 In respect c¢ income gains wi&ng. GI￿ Ihis, no tax charge arises on the charty. The Group benefits frcffl 8 ta¥ refvnd of £1,5&8,17212023.. £241.6431. in respect of the tOS5&5 MIF Pr￿U¢￿'0￿$ incurrgj during Ihe year in the ctsjrse of de￿￿1r￿j wffic prolucticns f￿ IAIF. La￿& Bulthngs E￿1￿￿t & B￿ldIng$ 31-￿ 24 31 VAr24 314lai 23 Office Eq￿pn￿nt 31kn23 TO￿ of ncTrcancdFaNe cperating leases paYM￿ts lor the fdlcwng perioKI$= not later cne year later cffie year and nd k2ter than 5 y&vs 51575 76,074 38,974 51575 115.048 21 P￿lon arranqemerts MIF parb'cipated in a scheme proNided by Scoth"sh Widuhs. Due to the nattjre d the Pkn. the acC￿￿t￿g charge for Ihe penoxl undw FRS1Q represents Ihe ernptyer ciMtributs.r￿S pay*le. Fct the 12 rn￿￿5 to March 2024. Ihe Ce*r ￿Chester Ccrtin&J IIXAI. is di￿k￿ in n(te 2 85'Cts BJLlic Fun(ling i>ants linc. ALBS),. Asthe fvndng reC￿￿d frcm toles is to wrgje Ihe ncrfnYL ￿￿p￿t￿ti¥lles ofthe charity and in no wy inhibts r( fr(mdciThJ so. n(ne d the tr￿￿tiC￿S vith Ihese tojies is r8Jarded as a rdabj wty trarwticm to te ¢*scks&J in fvrthr thl in Ihe acccwnts. Oher sunE (X exrmdltyjre we aS0T￿￿￿ tr(An rAJ 10 trnlle5 ich trustees c(nn¥b"rns wilh ￿tthe wnts we nd rth.al ￿se in Ihe n( cC￿r5e cl bj￿neSs. MF Pr￿￿¢￿.(￿5 is a 1CIYh cl ￿che* InkmaI(￿l Festi￿ A the trAknce sheddate. there vrds £1,714,47612023". £180.2261 the to MF frLYn MF F¥0￿c￿.£￿S. This is regjfo'ng frcfflthe interc(ry￿le5 rdabj to Ihe d￿l￿ry ofwoJxb"cTr, Fwtsentstcfft and C￿re (rf the fes￿￿ shoKs diwe fu Ihe*e ¢Jchestra lax ¥diel. Fa¢tefy Acodtrry ￿rnI￿d is 0 ovmcd sJtr&diwy Intttnth"¢Thl Festi￿. Atlhe t￿￿ee 4)eet d*, th￿e was £455,93912023'. £262.44n dje to MF frcm F&trry ￿n1￿j. This is rdat'ng to Int￿tI￿r￿Y tran￿tialS rdaied to generd ewdthre. InccmE r￿h¥geS to MF rda.ng to fvIfiITrentrA serlices hèrriThJ aKI L7w FoJrbX"cffl aye￿ £589.69012023: £nAI I r￿hargeS from MF rEJabng to vera wndknre le￿￿rCeS £415.93712m." £218.7C61 Factrry Intsrnafj￿¥J Tr￿Ang &Nce5 LITh￿￿1 is a 1CQ% gJtf4"Owy cf ￿che* Intwn*"cffta Festi￿. Atlhe t￿￿Ce ￿eet date Ihere £1,1J5,23212023". £69J.(l)Jl Oje b) MF fr£￿ Fackny Intemab"tKd Traang &twce5 Linvbj. IncLmE [￿h¥ge5 to MF r*b"ng to fvlfil￿nt￿ Se￿1£e5 CrfAiq￿ NbrriThJ FI￿￿ a¥ee￿nt£1,343,463 I￿￿." £ni) Ccst r￿hargeS frcTh MF rdabng to e￿[￿jre ie5UJTce5 £1.245.4%13J23". £niF) 50 fJ D8rivatsv8S The charity has receivables in foreign currencies thich are hdd by a Ihird party- The charity doe5 not purchase foyward for￿g￿ currency cL¥￿￿ts to rn￿￿Je rt5 fLYeiyn exeh*ge risk. No derivab￿Sl2IJ23.' £Nill ￿re hekl ai me l)*nce o*. At Ihe bdance sheet date, Ihe eharity haj £327,552 {Z123". £468,tS51 in fLYeiyn curr￿￿leS. 24 InNBStm8nts MIF inlested £1 in its subsidiary. MIF Productions IFlegistraticfft number.. (BXB388. register￿ addr AVIVA Studios, Water Street, m￿Chester. M3 4JQl. The c¢Jnpany ddi%efS produc*"iffi, wnnirKJ d closure of productions present￿ at the MIF Fest'v*. The iurnow in the yw ￿ March 2024 Wd5 £4,744,464 (2023". £gJ3.6701, 35 Ihe corn￿y vra5 cC￿tr￿ted by M￿CheSter Internat'ona Festr'va to ddiw proJu¢tic￿. Pre￿tatiCffl ￿ cbwre of the shcths digibbe for theatre and or¢hestra lax rdief. The loss on ￿dinary *tiwbes l)er(￿e tax for the 12 months to March 2024 was £1.eA)4. 17112023.. £191.8641. The com￿Y male a tss ats tax of£35.99813)23'. £49.779 profftl. At Ihg balanr.A ghppt dxtp. np.t ￿￿.rp. r44 1441?nn. f7n 1&21 MIF in￿sted £1 in its svbsidiwy. Fxbyy A¢aYwny ￿Mite(l {F*gistraticm nurt*)w. 129785(6. r8JiStW8J address.. AVIVA s￿dIC6. Water Str& ￿CheSter. M3 4kJQl. The ccrnpany ddisvs the programrnes cl skils and tr￿nIng lo young wJutt5 Ihat addresses the skills gaps wilhin Ihe Cul￿ra sector. The trJrnoNer in the year to March 2024 VAS £W.61412ts23.. £7T.￿n. The profit on C￿dinarY actimties after tax for the 12 mcfflths to M￿ch 3J24 £1￿.93312o23: £184.580 kssl. Ai me Daiance sneet u*, nei assets *tre 1£14,U4O112UIJ.' 1£1¥4,SIYII. Mif invested £1 in its subsidiary. facw International TfadiTrJ 4Jer¥gces ￿rnited The bJrno%er in the yw to 2024 ￿a5 £3,045.￿28 The profrt on Ndinary actimties befcffe13x Ihe 15 mrffiths ID Mach 2024 v£5 £728 631 At the bdance sheet date, ftet assets we £728,632 Manchester 1ntemab.￿￿ h*J no funds in%esbJ in kn>year deposit &t￿nts at bthce sheet date laY23: £3,WO,LWI. The charfty had capw commiThents of £115,373 capifa prc4ects atthe ye¥-end, Mthleh re)lecied In the ba￿Ce sheet for ttie period ended March 2￿24(2023.. £niD 51 factory international factoryinternational.opg